JAMES RIVER GROUP HOLDINGS, LTD. (NASDAQ:JRVR) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01.
| Entry into a Material Definitive Agreement. |
On June 8, 2017, James River Group Holdings, Ltd. (the Company)
and its wholly-owned subsidiary, JRG Reinsurance Company Ltd.
(JRG Re), entered into a First Amendment (the First Amendment)
among the Company, JRG Re, KeyBank National Association, as
Administrative Agent (the Administrative Agent), and the
financial institutions that are parties thereto, which modifies
the Companys Amended and Restated Credit Agreement (the Credit
Agreement), dated as of December 7, 2016, among the Company, JRG
Re, the Administrative Agent and the financial institutions that
are parties thereto.
The First Amendment modifies the Credit Agreement to, among other
things:
|
exclude hybrid securities from certain calculations of consolidated debt up to a maximum amount of $150 million; |
|
increase the amount of additional debt which the Company may incur under new financings on a secured or unsecured basis from $10 million to $150 million, subject to compliance with applicable financial covenants, and with respect to additional secured debt, the reduction of the amount of outstanding letters of credit under the Companys existing $100 million secured letter of credit facility (which outstanding letters of credit reduce the permitted amount of new secured financings on a dollar for dollar basis); and |
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adjust the amount of capital that the Company may invest in merger and acquisition activity from $25 million for any individual acquisition (and $75 million in the aggregate since December 7, 2016) to 50% of the consolidated net worth of the Company and its subsidiaries. |
The Administrative Agent and certain of the financial
institutions party to the First Amendment and/or the Credit
Agreement, or their affiliates, have provided, and may in the
future provide, normal banking, investment banking and/or
advisory services for the Company and/or its affiliates from time
to time, for which they have received, or may in the future
receive, customary fees and expenses.
The forgoing description of the First Amendment does not purport
to be complete and is qualified in its entirety by reference to
the First Amendment, which is filed as an exhibit hereto and is
incorporated herein by reference.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits
| Exhibit No. | Description |
| 10.1 |
First Amendment to Amended and Restated Credit Agreement, dated June 8, 2017, among James River Group Holdings, Ltd., JRG Reinsurance Company Ltd., KeyBank National Association, as Administrative Agent, and the financial institutions that are parties thereto. |
About JAMES RIVER GROUP HOLDINGS, LTD. (NASDAQ:JRVR)
James River Group Holdings, Ltd. is an insurance holding company. The Company owns and operates a group of specialty insurance and reinsurance companies. The Company operates through four segments: Excess and Surplus Lines, Specialty Admitted Insurance, Casualty Reinsurance, and Corporate and Other. The Excess and Surplus Lines segment offers excess and surplus commercial lines liability and property insurance. The Specialty Admitted Insurance segment focuses on a range of markets within the standard insurance markets, such as workers’ compensation coverage for residential contractors, light manufacturing operations, transportation workers and healthcare workers. The Casualty Reinsurance segment provides proportional and working layer casualty reinsurance to third parties and to the United-based insurance subsidiaries. The Corporate and Other segment consists of the management and treasury activities of its holding companies and interest expense associated with its debt.
